CoverageForm 410-K10-Q8-K13D13G13F

HNGE Hinge Health, Inc. - 8-K

Accession
0001628280-26-040802
5.07

Item 5.07 - Submission of Matters to a Vote of Security Holders

467 words

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 3, 2026, Hinge Health, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The Company’s stockholders voted on two proposals at the Annual Meeting, each of which is described below as well as more fully in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 17, 2026 (the “Proxy Statement”). Holders of the Company’s Class A common stock were entitled to one (1) vote for each share held as of the close of business on April 10, 2026 (the “Record Date”), holders of the Company’s Class B common stock were entitled to fifteen (15) votes for each share held as of the close of business on the Record Date and holders of the Company’s Series E preferred stock were entitled to the number of votes based on the number of shares of common stock into which such share of Series E preferred stock could be converted to as of the Record Date. The shares of Series E preferred stock were not entitled to vote in connection with Proposal No. 1: the Election of Class I Directors. The Class A common stock, Class B common stock and Series E preferred stock voted as a single class on all matters at the Annual Meeting for which such class or series was entitled to vote.

At the Annual Meeting, the Company’s stockholders voted on the following proposals:

1. To elect each of Teddie Wardi and Tyler Sloat as Class I directors to serve until the Company’s 2029 annual meeting of stockholders and until such director’s successor is duly elected and qualified, or until such director’s earlier death, resignation, disqualification, retirement or removal; and

2. To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026.

The final voting results for each of these proposals are as follows:

Proposal 1: Election of Class I Director Nominees .

Nominees

Votes For

Votes Withheld

Broker Non-Votes

Teddie Wardi

276,921,911

14,888,631

14,168,983

Tyler Sloat

291,330,022

480,520

14,168,983

Based on the votes set forth above, each of the nominees, Teddie Wardi and Tyler Sloat, were elected to serve as Class I directors until the Company’s 2029 annual meeting of stockholders and until such director’s successor is duly elected and qualified, or until such director’s earlier death, resignation, disqualification, retirement or removal.

Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm.

Votes For

Votes Against

Abstentions

305,789,374

121,058

69,093

Based on the votes set forth above, the stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026. There were no broker non-votes on this proposal.